Rainbow Factory RE:visited
by GVirusInfectee
Summary: A few months after Scootaloo's death, Dash begins to feel guilt and regret about killing Scootaloo. Add to that, she is now stuck with the new job of grinding the zombies that have started appearing for their Spectra. How will she cope?
1. Chapter 1

Note: This fanfiction was idea I came with after listening to Rainbow Factory while playing L4D2 the other night. If there are any inconsistencies with the original Rainbow Factory and this unofficial sequel, please don't hesitate to point them out. This takes place a few months after Scootaloo's Factory RE:visited

By: GVirusInfectee

_Not long after Scootaloo's death at the hands of Rainbow Dash, the dead began to rise. The countless years of being washed with the bits of Spectra that fell from rainbows had finally accumulated to levels great enough to wake the dead from their "eternal" slumber. The two princesses kept the matter secret, and every town consumed and overrun was never spoken of again. Celestia ordered the workers at the Rainbow Factory's top floor to explain how Spectra was really made. The answer made everything clear. The residual anger and pain in the Spectra from all of the ground-up pegasi had seeped into corpses all over Equestria, manifesting itself as a ravenous hunger for pony flesh. Celestia was horrified that such barbaric events had occurred under her nose, and ordered such methods of Spectra production to be abandoned at once. Research on new methods began immediately, with Dr. Atmosphere at the head of the team. He answered directly to the production manager, Rainbow Dash. It was soon discovered that, like all other forms of energy, Spectra was neither created nor destroyed, but rather transmitted itself from one form to another. It was proposed that, since the residual energies in the Spectra would never fade, the zombies be rounded up and ground up for the excess Spectra, which would seep into more corpses, which would be rounded up as well, completing the cycle. Celestia agreed that this was a much better, if only slightly different method, of producing the valuable Spectra needed for rainbows. The first group was rounded up a week later, with Rainbow Dash personally leading the retrieval team._

The members of the First Cloudsdale Retrieval Team fell in line facing their leader. The cyan pegasus paced for several seconds before finally addressing her subordinates.

"Men," she said. "We are going to be producing Spectra a bit differently from now on. We will no longer be grinding up those who fail the flight test." She felt a sudden pang of guilt, but brushed it off; there was work to be done. "Instead, we will be capturing and grinding up groups of zombies. They contain more than enough Spectra to produce Equestria's rainbows for a long time." She passed out a prod and rope to each squad member. "These are your tools of capture. Tie them up and signal for a pickup. The prod is only to be used if a problem arises. Godspeed, gentlecolts." The squad saluted and sped off in several different directions. Only she and the pegasus directly underneath her rank remained.

Rainbow Dash sank to the ground as her feelings of guilt came flooding back. She kept hearing Scootaloo's dying screams, a phantom echo in her ears.

"How could I have killed her?" she whispered to herself.

"She failed the test," replied the other officer, entering the one-sided conversation uninvited. "You were only following the rules of Cloudsdale. You have no reason to feel guilt." But all Dash could picture was Scootaloo's last moments before being fed into the machine.

"She was like a little sister to me," Dash muttered. "She was like the sister I never had, and I allowed her to turn into a rainbow. No, worse yet, I'm the one who fed her in. I betrayed her trust…"

"Then honor her memory!" shouted the other officer suddenly. "Show her soul that we have a better way of doing things now! Allow her spirit to see that it took her to bring about the change! Better to do that than to sit and wallow about it! For god's sake, you're a fucking pegasus, not some damned no-count worthless mare!" Rainbow stared at the officer, her shock becoming masked by the cold shell she had built up after years of watching young ponies being violently murdered.

"How dare you talk to your commander like that, Firebug!" Dash got into his face, her cold stare forcing him to shrink back. "Any more slips like that, and I may 'accidentally' tag you as a zombie!"

"Yes sir," Firebug mumbled. Just then, a call for pickup came in.

"Go fucking get them," Dash said icily. Firebug, wanting away from his suddenly terrifying commander, complied without a fight. After he left, Dash buried her face in her front legs and wept.

Several hours later, the last of that day's quota was rounded up. The squad flew back to the Rainbow Factory for processing and decontamination. Dash stayed behind, not wanting to see the machine by which Scootaloo had met her end.

"Scoots, I'm so sorry," she whispered as a tear fell down her face.

"Why are you sorry to Scootaloo?" came a small voice behind her. Dash whipped her head around in alarm, but relaxed when she saw Fluttershy standing there.

It struck Dash then; Fluttershy was a Cloudsdalean pegasus. She knew about the test and the exile, because it had been Dash's fault that she had failed.

"Fluttershy," started the cyan pegasus tentatively. "Do you remember the Junior Flyer's Exam back when we were fillies?"

"Oh yes," nodded Fluttershy. "You knocked me down here. Because of that, I failed the test, but I also got my cutie mark."

"Well," said Dash. "After that I was initiated into the Rainbow Factory." Fluttershy's stare revealed ignorance to the connection; that was to be expected. So, Rainbow Dash plowed ahead. "That's also where the failures are taken to. Where you would've ended up. They grind the failures in a machine in order to extract the Spectra used to make rainbows, and I…oh, Celestia, I was forced to take part in it or they would've killed me!" Fluttershy looked at her friend with a mixture of horror and sympathy.

"You had to feed in Scootaloo?" she guessed. Rainbow Dash burst into tears as she nodded.

"She was like a sister," she sobbed. "I killed her, Fluttershy! Oh, god! They made me the boss, and when Scoots tried to escape, I fed her in!" She turned and sped away towards her home, her tears and sobs trailing behind her. Fluttershy wanted to follow her friend, to comfort her, but she sensed that it was best to leave her be for a while. She flew away, sorry for her friend and determined to not let the others find out what Dash had done. They wouldn't understand.

That night, Dash was plagued by the recurring nightmares that had plagued her since the week after Scootaloo's death. When she woke up, her pillow was again wet with tears. She walked into her living room, staring at Blue Devil, which lay in a corner on its side. Dash tore her gaze away from the scooter, a painful reminder of what she had done. As she took a shot of apple whiskey to calm herself, a knock came at the door. Dash walked over and opened it to find a fellow manager staring her coldly in the face.

"Great," Dash muttered under her breath. "Minty, what the hell do you want so early?" She silently hoped to herself that she wasn't needed in the killing room, but luck was not on her side.

"You're needed in the killing room to oversee the grinding of the zombies," Minty replied coolly. "After all, you've been at this for a long time, and after murdering your 'little sister' you should be able to take anything, right?" He grinned cruelly, but his smile was wiped away as Rainbow Dash pinned him to the wall.

"How fucking dare you!" she shouted in his face, her rage unleashed upon the unfortunate worker. "You just earned yourself the week as Cold Steel's personal fucking servant! Now get the fuck out!" Minty fled the area, cursing himself for his stupidity. Everyone knew Cold Steel was the most sadistic pony in the factory, and nobody wanted to work for him because of it. So began his long, hard week.

Rainbow Dash stormed into the killing room and took her place on the catwalk overhead. One of the guards almost commented on her entrance, but a glare silenced him. Below the scaffold, the moans of zombies could be heard. One was forced into the machine, which made a crunching, ripping sound as the grinders tore apart the corpse. Rainbow shuddered, recalling the sound it had made when…

"No," she said forcibly, drawing looks from the guards. "I can't think about her. Not here." But still, she found her mind wandering back to a sleepover where Scootaloo had come over. The two had spent the night talking and laughing and Rainbow Dash had found herself marveling at how much like a little sister Scootaloo was to her.

_"Y'know Scoots," Dash was saying. "You remind me a lot of myself when I was your age." Scootaloo looked up at her idol._

_"Really? But you're so cool," Scootaloo said. "And you're such a good flier, too. I'm nowhere near as cool as you."_

_"Scoots, I mean in spirit. You've got the same fire in you that I had as a filly. And as for the flying, I can train you if you want." Dash smiled warmly. "You have potential; I can see it in you. Together, I think we can utilize it."_

_"You really think so?" Scootaloo beamed proudly._

_"I know so," corrected Dash. "And we'll need to start training tomorrow, so you can pass that test."_

_Scootaloo cheered, but Dash suddenly grew serious._

_"I mean it, Scoots," she said gravely. "You don't want to fail the Junior Flyer's Exam. Promise me you'll pass it, Scoots; promise?"_

_"I promise," nodded Scootaloo sagely._

_"Good," answered Rainbow Dash happily. "Now what should we do next?"_

Dash found that tears were flowing freely down her face at the memory. In the end, Scootaloo had failed to keep her promise. The day Dash had feared had come, and she had done the thing she had promised herself she wouldn't; she had killed the young filly, who had never received her cutie mark. Dash hated herself for allowing her job to override her personal feelings.

She had to find a way to manage the guilt and sadness that whirled within her. She could feel herself coming apart at the seams, and she desperately needed to pull it together. If she was to survive here, she needed to get a grip on her feelings.

A guard walked over and relieved her of her post. Thanking him, Dash sped out of the room, back to her house, and cried for hours.


	2. Chapter 2

_Dash was wandering through her house, looking for the source of the horrible groaning. She gasped when she entered the living room to see Scootaloo's mangled upper half spinning Blue Devil's back wheel. Scootaloo turned towards Rainbow Dash, who stood paralyzed in fear._

"_Big sister," Scootaloo whispered. "Big sister, I hurt so much. I can't feel my legs." She had begun dragging herself towards Dash, her intestines trailing behind her and leaving a grotesque snail-trail of blood and bile._

"_Scoots," squeaked Rainbow Dash. Scootaloo smiled, revealing a mouth of broken teeth._

"_Big sister," she groaned. "Why did you kill me? Why did you throw me in? It hurts…"_

"_Scoots, I'm sorry," cried Rainbow Dash. "I'm so sorry!"_

"_You killed me," whispered Scootaloo. "Now I'm dead and it's all…your…FAULT!" Scootaloo launched herself at the wailing pegasus as she said this last part._

Rainbow woke up screaming. She looked around, reorienting herself into reality.

"Another nightmare," she said. It was the same one that had come almost every night for about a month. Dash put her face into her hooves and sobbed.

To her surprise, a pair of arms wrapped themselves around her. With a yelp, she tried to get away. To her relief, Fluttershy answered.

"It's okay, Dash," she soothed. "It's just me. Relax, I'm here." Dash wept into her arms, whispering apologies to Scootaloo over and over.

"Wait!" shouted Dash as Fluttershy tried to leave. "Don't go. Please, I don't want to be alone." Fluttershy nodded and walked over to her friend, holding her close. "I still feel like she's here," Dash whimpered. "I miss her so much, Fluttershy. I wish I could bring her back, to keep her safe."

"I know, Dash," Fluttershy sighed. "Do you know what?"

Dash look up at her friend. "What?"

"I think you need to tell Twilight," Fluttershy replied.

"No way," shrieked Dash in horror. "She would never speak to me again! I already lost Scoots; I can't lose my friends too!"

"Dash," said Twilight, warping in from her house. "I haven't seen you in a few days. Is something wrong?" She looked confusedly as she noticed Fluttershy holding her.

Dash whimpered, then broke down and told the whole story, from her initiation to murdering Scootaloo. Twilight listened in horror and revulsion as she grew to understand Dash's problem. She felt true sympathy for her friend.

"Twilight, I just want her back so much," sobbed Rainbow. "The guilt is tearing me apart. I can feel myself losing it. Every night I have nightmares about her."

"Well, Dash, I hate to say it, but you brought this on yourself," Twilight said. "You killed her, and you have to find a way to live with that. I'll help all I can, but there's no bringing her back. You have to remember that."

"I know," Dash sobbed. "The worst part is, the last thing I told her wasn't even 'I love you'. It was…I called her a whore." Dash burst into tears once more. Twilight felt tears sting her eyes as well. Her heart ached for her friend and the pain she was feeling.

"Dash, we need to find a way for you to cope with this," the wise unicorn said. "If we don't, you're going to hurt someone. Or yourself."

Dash nodded, her eyes still full of tears. Twilight tucked her back into bed, and Fluttershy lay down next to her. Finally, after a long few minutes of crying, Dash fell back asleep, completely exhausted.

No nightmares came the rest of the night.

Fluttershy awoke to find the bed empty. After looking around, she found Dash hunched over the kitchen table, pouring herself a glass of coffee spike with whiskey. She was staring miserably over at Blue Devil. Fluttershy attempted to speak to Dash, but the cyan pegasus was in the middle of another flashback.

"_You have to keep Blue Devil here," Dash was saying. "Fly everywhere else; those wing muscles need to bulk up." Scootaloo looked forlornly at her scooter, which lay on its side in the corner of Dash's living room._

"_You mean I can never ride him again?" she asked solemnly._

"_That's not right at all," said Dash. "You can ride him for a while before and after training. I'll even take you down to the skate park. But, you have to earn it."_

"_Okay," shouted Scootaloo happily. "You're the best Pegasus ever, big sister!"_

_Dash smiled warmly. "Oh, I wouldn't say that, Scoots." Scootaloo didn't see the smile fade, or that her mentor's eyes had become hollow and sad. "Promise me again that you'll pass the test, Scoots," she suddenly said, her hands on Scootaloo's shoulders. "I'm serious. Promise your big sister that, no matter what, you won't fail."_

"_I won't," said Scootaloo quizzically. "Why is it so important that I pass?"_

"_I wish I could tell you," Dash muttered. Then, louder, "Let's just say that it would make your life not so nice around Cloudsdale." Scootaloo nodded, recalling the warnings from her first day of flight school. Failure was not tolerated in Cloudsdale._

"_Don't worry, Dash," smiled Scootaloo. "I won't fail. You'll see, I'll make you proud."_

"_I sure hope so," replied Dash. "I sure hope so…"_

"Rainbow," Fluttershy was saying. "Rainbow, are you listening?"

Rainbow Dash wiped her teary eyes and shook her head.

"Sorry," she choked out. "I was…"

"Remembering a good time with Scootaloo?" finished Fluttershy.

"Yeah." Dash smiled, but it was an empty one. She seemed so lost without her former student by her side; all the joy seemed to have left her world. Fluttershy hugged Rainbow, who gulped down the rest of her coffee.

"I have to go to the factory for work," she finally said. "You can stay here if you want, but you're not allowed in the part of the factory where I need to be." Fluttershy nodded that she understood, and Dash started towards the door. "Oh, and Fluttershy?" she asked, stopping in the doorway. "Please send someone else over tonight, but don't explain why." Not waiting for a response, Dash soared away. Humming to herself, Fluttershy made herself busy preparing dinner and cleaning for her friend. When she finished several hours later, she nodded satisfactorily and went off to retrieve Applejack.

Rainbow Dash weaved aimlessly through the morning influx of workers. Her mind was elsewhere, and it showed in her appearance. Her eyes were misty and far-off, her walk was slow, and she barely responded to the other ponies when they spoke to her. She had earned herself a trip to Dr. Atmosphere's office, and he was presently lecturing her.

"Rainbow Dash, you are one of the best managers we've ever had here at the factory," he said. "But you're workmanship has degraded horribly this past month. You need to pull your head out of your ass, young lady." He sighed, suddenly seeming much older. "It was that blank-flank wasn't it; what was her name?"

"Scootaloo, sir," answered Dash through gritted teeth.

"Yes, that was it," said Dr. Atmosphere. "Look, I've read her file; she was your friend, a sister almost. I get that, but you have to move past it."

"Did you ever have to kill one of your best friends, sir?" Rainbow said defiantly.

"Well, no," he admitted. "But-"

"Then don't act like you understand," Dash cut in.

"Miss Dash, I-"

"We're done here," Rainbow Dash said as she stormed out. Dr. Atmosphere only shook his head.


	3. Chapter 3

Dash was sitting in the factory cafeteria, moving her food around. Even if it had been edible, she just wasn't that hungry. Finally, she got up and left, headed to her own office for the remainder of the break. The sudden "FOOM" of a rainbow being created made the workers in the café jump and swear, and Dash chuckled as she left. She had almost made it to her office when Cold Stone walked in front of her and blocked her path.

"Rainbow Dash," the creator of the harvesting machine growled. "We need to talk." Dash shot him a rude gesture and shoved him aside, walking into her office. She sat down in her posh chair.

"Whatever you have to say, I'm in no fucking mood," she growled back. "So get your self-righteous flank out of my office before I call somepony and have you removed that way." Cold Stone's eyes widened in disbelief.

"You wouldn't dare," he said. "Just because you're the manager of the Spectra production, you think you can push me, the machine's creator, around?"

"Dr. Atmosphere," Dash smiled into her intercom. "Cold Stone is in my office after I asked him to leave. Kindly send somepony up to remove him."

"Yes, Miss Dash," said Dr. Atmosphere. His sigh of annoyance was clearly heard before he cut the signal.

"You little, worthless whore," Cold Stone hissed. Dash's eyes narrowed into threatening slits.

"You're still here?" she asked. At that moment, a burly pegasus came into the room and dragged Cold Stone out the door by his shoulder.

"This isn't over!" he shouted. Rainbow Dash waved smugly.

Dash was back in the killing room, shouting at the workers below. The machine had jammed, and the department was behind schedule.

"Can't you worthless shits do anything right?" she shouted. "It's a clog, so clear it!" A sudden noise from the chute higher up on the wall startled the cyan pegasus. "Scoots?" she asked as she looked in the direction of the chute. But it was just another zombie. Sudden tears stung Dash's eyes. That had been the chute Scootaloo had used to try and escape, but it had instead lead to her doom. She headed for the door.

"Where the fuck do you think you're going?" asked Cold Stone. Dash looked at him.

"Out," she answered. "I can't stand to be around you anymore." With that, she zipped out the door and back home.

Dash was startled when she walked in the door and a very jovial Applejack greeted her.

"Well, howdy there, Dash," the farm pony greeted heartily. "How was your day at the weather factory?"

"It was fine I guess," Dash sighed. "As fine as my job can be anyways."

"Aw, shucks it can't be that bad," said Applejack.

"You have no fucking idea, sister," snorted Dash. She suddenly smelled dinner. "Did you cook dinner for me?"

"Hell no," laughed Applejack. "Y'all know I can't cook worth shit. Fluttershy made it. She cleaned the whole house, too."

Dash sped into her living room, her alarm fading when she saw Blue Devil propped up in its customary place. Applejack followed her in.

"Wow, that old thing's still here?" Applejack laughed. "Y'all really should throw it out, Dash. Scootaloo ain't usin' it no more."

"Just what in the hell is that supposed to mean, huh?" Dash was suddenly very defensive, startling her friend.

"Well, she's flyin' everywhere, right? Hey, speakin' of her, where in tarnation is that little pegasus at? She was always with you until a month ago."

"She failed her flight exam," muttered Dash. "The rules in Cloudsdale said she had to leave and never come back. That scooter is all I have to remember her by."

"Oh," said Applejack. "Sug', I'm sorry, I had no idea."

"It's fine," said Dash. "C'mon, lets eat. I'm starving."

Dinner had been delicious, and Rainbow found herself laughing genuinely for the first time since her guilt had set in. Her friends had all joined Applejack after dinner, and they were all laughing hysterically at Pinkie's latest misadventures.

After a while, Twilight and Fluttershy pulled Rainbow Dash into her room and shut the door. They looked at Dash concernedly.

"Dash," started Twilight. "How are you holding up?" Dash's smile faded and the laughter went out of her eyes.

"I was doing really good, but…" Dash fell to her knees. "God, Twilight, I almost cried in the killing room today. A zombie came out of the chute Scoots used to try to escape, and for a moment I…I thought it was her…"

Twilight hugged her friend, stroking her mane. Applejack knocked on the door.

"Y'all okay in there?" she asked.

"We're fine," replied Twilight. "We'll be right out." She hugged Dash a little longer, then looked at her.

"Come on," she whispered. "Let's get back out there and have some more fun, okay?" Dash nodded, her eyes remaining downcast.

The three walked into the living room, and the fun resumed. Rainbow found herself in mediocre spirits the rest of the night, however. After everyone left, she got up and wandered over to the window. Staring sadly out, she could see Applejack wishing Pinkie and Rarity off before heading back in. Down on the ground, she could see the small obstacle course she had made for Scootaloo. It now stood empty, falling into disrepair as the weeds began to slowly take over.

Dash's ears twitched as she heard phantom whistle blasts and Scootaloo's shouts of joy every time she made a new time record. Dash bolted towards her bed, running past a startled Applejack. The bedroom door slammed shut, and Applejack frowned; she could hear Dash's wrenching sobs even though she was obviously crying into a pillow.

"Sug'?" asked Applejack as she crept into the dark room. "Are you okay, Rainbow Dash?" She turned on the light.

Dash's eyes were swollen, and tears ran down her face in rivers. Her chest heaved with each sob, and Applejack almost found herself crying as well.

"Sug', what's wrong?" she asked in concern.

"I…I…" stuttered Dash. "I…I miss Scoots." Rainbow buried her face into her pillow once more, drawing a hug from Applejack.

"Well, shucks Rainbow," laughed Applejack. "Y'all can just track her down again. She can't have gone very far, and I imagine she misses you somethin' fierce as well." This statement only made Dash cry harder. Applejack was suddenly very uncomfortable.

"Look, um," she said. "Whatever's wrong, I don't really know how much of a help I can be. Do you want me to call Twi' over?" Dash nodded her head, and Applejack walked over to the phone. She picked the phone up and dialed Twilight's number. It rang twice before Twilight picked it up.

"Twilight, it's me," said Applejack urgently. There was a short pause before Twilight answered.

"How bad is she?" asked Twilight softly. Applejack wondered how Twilight had know what she had wanted, but shook her head.

"She's pretty bad," replied Applejack. "She's curled up on her bed cryin' harder than I've ever seen anypony cry before. It's like she killed somepony." There was a grim silence.

"I'll be right over," said Twilight as she hung up.


End file.
